While the kinkier among us might think “Hmm, this gives an exciting new meaning to menage a trois,” most of us would say “No, thank you.”

And yet the original Broadway production of SIDE SHOW asked us to side with Daisy Hilton, literally one-half of the Hilton Sisters, when she fully expected their manager Terry to say “I do.” She wanted him to conveniently overlook that a large patch of skin connected her to her sister Violet.

(Talk about having no privacy …)

Back in 1997, we got the impression that Terry wished he could find within himself the resources to marry Daisy, but in the end, he just couldn’t bring himself to do it. The audience was supposed to think less of Terry and agree with Daisy’s rants: “Thought you were made of the stuff it would take! Who is the freak here? The coward? The lout?”

Expecting a man to marry one woman who always has another by her side is quite a bit to ask. Bookwriter-lyricist Bill Russell would have been well-advised to have Daisy say such sentiments as “I understand, Terry. I know I’m asking a lot. So no hard feelings. Let me instead thank you for taking me and Violet away from the freak show and getting us into vaudeville. You made our lives so much better than they were, and I’ll always love you for it.”

There might have been some dry eyes in the house, but not many.

Daisy’s castigation may be why the 1997 musical couldn’t make it past four days of 1998; coincidentally, it closed on the 29th anniversary of the actual Hilton Sisters’ deaths. And while Russell’s substantial rewrite -- with help from his director Bill Condon -- doesn’t have Daisy openly excuse Terry, it now makes her so devastated when he reveals that he won’t marry a conjoined twin that she cannot speak. That’s a substantial improvement.

What’s more, in this production we’re not so sorry he’s turning her down, because Russell and Condon have now wisely made Terry into a superficial sharpie who thinks first and foremost about selling his show-biz product: The Hilton Sisters. When his colleague Buddy even hints that he might be willing to wed Violet, what first occurs to Terry is “What a story that would make!” (Ryan Silverman shines Terry’s superficial gloss to an admirable sheen.) In the original, it wasn’t Terry’s first thought.

Buddy’s motivation is better grounded in the new version, too. After one line in the first act and another in the second suggests that he’s gay, Buddy is ready to marry Violet to prove otherwise. We are left to guess, however, if he wants her out of all the women in the world because he won’t be expected to perform sexually with her at all or at least all that often. Like many closeted men, he’s ready to settle for settling down.

Too bad that Matthew Hydzik couldn’t witness Claudio Perrone, Jr. as Clifford Bradshaw in Dale Gutzman’s recent Milwaukee production of CABARET. Perrone showed the anguish of a gay who didn’t dare begin to be himself – and he was living in the same era that Buddy inhabits. Hydzik simply seems unanchored and offers no real clue to who he is.

Still, SIDE SHOW has solved its most pressing problems of yore. Credit, too, to Russell and composer Henry Krieger for not sitting pat. Many writers of failed enterprises demand that we accept their effort “as is” the second time around; others change precious little from the first preview to opening night because they become accustomed to their show’s flaws and delude themselves that each one is not so damaging.

Russell and Krieger have instead written nine new numbers and have dropped just as many. SIDE SHOW groupies – and there are thousands upon thousands – may well lament the loss of such sterling songs as “More Than We Bargained For” and “While I’m By Your Side.” But they may well enjoy hearing what could be considered more of a good thing.

And yet, one mistake occurs the moment the curtain goes up. Dominating the stage is a large billboard that trumpets Tod Browning’s 1932 film FREAKS. Reminding us of that movie undercuts the all-important moment in Act Two when Browning comes calling and offers the twins roles in his new opus. “What’s the title of our film?” Daisy asks with great anticipation – only to be shattered when he tells her “FREAKS.” Although the poster – an actual replication – doesn’t sport the Hilltons’ names or pictures, showing it early spoils the later line. That’s also true of having the twins sing a few bars of “I Will Never Leave You” in Act One; it ultimately weakens its impact when they do it full-out as their eleven o’clock number.

The original stage directions stated that we’d first see “the company costumed as average citizens of the 1930s.” Thus, when they looked at us and sang “Come look at the freaks,” we felt ashamed that they knew what we so-called “normal people” thought of them. This opening also allowed some of us who have felt freakish from time to time to identify with them.

The new opening loses this subtext by simply introducing them as side show attractions by the Emcee. They include The Human Pin Cushion, 3-Legged Man, Dog Boy and The Cannibal King, who is staged to break free from his chains and threaten to devour everyone in sight. (Actually, if he ate the extra appendage of 3-Legged Man, he’d solve both their problems.)

Just as the original production of LA CAGE AUX FOLLES offered two Cagelles who were not female impersonators, this SIDE SHOW gives us a pair of genuine Little People who play “Cossacks.” This reminds us that many people in the world have difficult lives. We’re also shamed when Jordanna James as the Female Cossack gives us an effective look of disgust that says “Don’t you have better things to do with your time than to stare at someone different?”

The Emcee was called The Boss in 1997 and is now “Sir” – an honorific this horrible man doesn’t deserve. And yet, when Robert Joy’s “Sir” sings of his “emporium of wonders,” his eyes widen in such a way to convey that our having interest in these beings would be an understandable or even healthy curiosity. Later, however, his off-hand remark to his charges that it’s “almost time for morning chores” reveals that he won’t let them rest in their non-performing hours, and his demand for “Lock down!” shows that he keeps them as virtual prisoners.

Most of Russell and Condon’s first-act rewrites reveal how Daisy and Violet fell under Sir’s influence and how Terry extricates them. He calls them “exotic, special and rare,” but these euphemisms are meant to get them to come with him – and use them for his own ends and profit. All these scenes allow us to feel even more for the twins, who will indeed go, to paraphrase one of the score’s marvelous songs, from the terrible devil they know to the more charming devil they don’t.

It’s sung by Jake, Sir’s African-American assistant, who loves Violet. In 1997, Violet told him that “the world won’t let you” love a white woman. Jake had a good rebuttal in, “If I can see past your affliction, why can’t you see past mine?” Now that dialogue is gone, which leaves Jake too passive. He only makes a too-little-too-late move to marry Violet after Buddy proposes.

While Emily Skinner and Alice Ripley made a quite attractive Daisy and Violet in the first production, Emily Padgett and Erin Davie have been somewhat deglamorized and thus are closer to the real Hiltons, who were on the dowdy side. The two are equally as excellent as their forebears, and Condon has wisely made them look miserable and far less accepting of their fate than the original actresses did.
(We do see them come alive in “Typical Girls Next Door,” one of the most potent of the new songs.)

The show stresses what Irving Berlin once alleged: “Lord help the sister who comes between me and my man.” In our own lives, we’ve all known an unmarried sister who desperately wants a husband – only to endure the sadness of being a maid-of-honor at her sister’s wedding. What else can she do but put on a brave face at the ceremony and look thrilled for her sibling? Once she gets home alone, however, she may well lock the door and cry if she wants or needs to. Padgett breaks our hearts when she must always be present when Buddy proposes, or when Jake expresses deep feelings for Violet or when Terry doesn’t respond as she wants.

One new section has Terry tell the twins that a month earlier two conjoined twins had been successfully separated. No, they would have known about that operation the moment it had been scheduled or, at the very least, learned about it long before 30 days had passed. But the possibility of their being separated brings up that ol’ familiar musical theater conflict: love vs. career. If they’re no longer conjoined, they’ll lose their livelihood, won’t they?

The original script had reporters implying that there might be something between Daisy and Terry, causing her to joke that she couldn’t get involved because “I’m already attached.” That’s been eliminated, which is a mistake. SIDE SHOW has never been strong on humor, so it could still use a surefire gag. We are given a tired Jersey joke, one that contains two “k’s.” Russell and Condon apparently believe Neil Simon’s dictum that words containing “k’s” are inherently funny.

Condon’s direction is fast-moving, although not as fast as the amazing costume change that’s even speedier than the one in another Henry Krieger musical: DREAMGIRLS. We’ll have to see if the public will respond as quickly to embrace SIDE SHOW with its many assets and few liabilities.

It also has a better look. In 1997, SIDE SHOW offered little more than moveable bleachers, for raising its money wasn’t easy. Back then, American musicals were still competing with British musicals’ ascending tire, imposing barricade, falling chandelier, rising helicopter as well as a falling AND rising mansion. Now, happily enough, David Rockwell’s production, while not ornate, looks more lavish, which should help customers feel they’re getting at least a little more for their money.